Love Runs Out
by 22girlsin1
Summary: Penny Blake is in her freshman year of college. Her best friend Carl Grimes is madly in love with her, but Penny is haunted by her past. Will she reject Carl and everyone else who has ever loved her?
1. Chapter 1

**Summary:** Penny Blake is in her freshman year of college. Her best friend Carl Grimes is madly in love with her, but Penny is haunted by her past. Although she is loved by her adoptive parents, Penny wants to reach out to her father.

She feels like her father is the only one who can really understand her. But her adoptive parents want her as far away from Philip as possible.

_Sequel to Counting Stars. Penny/Carl love story._

**1\. Not my Family**

_I looked at my sister and brother. Callie looked like mom. Blonde hair and blue eyes. Drew looked like dad._

I didn't look like anyone. Because I was not related to these people. I was adopted. Different, I thought.

"Hey Penny," my dad said waking me up from my thoughts.

"Daryl," I answered him.

"Hey, I know you are a college girl now, but you can still call me dad," he said sounding a little hurt.

"Okay dad," I whispered.

"So what are you doing today? Going shopping with your mom and sister?" His blue-green eyes looking into mine.

"No, Carl coming over. He is going to help me with my American Government essay."

"I am glad you two are friends. He's a nice boy," dad said as I got up from the sofa.

"He is sweet. I am going to go to my room and get started. Will you send Carl up when he gets here?"

"Yeah," he mutters .

_Daryl was feeling me pushing him away, but I couldn't help feel out-of-place around him._

_I knew my family loved me, but still I wanted to know who I was. I closed my bedroom door and laid down on the bed._

"Penny," Carl said when he walked into the door.

"You're early," I said getting up from the bed.

"Thought we might go eat some lunch. What you think?"

"Sure. I want to get out of this house anyways," I said pulling on my shoes. Carl says nothing, but takes my hand. I walk past my sister and mom without speaking to them. I couldn't help I felt like I didn't belong here anymore.


	2. Chapter 2

**2\. Secrets**

"So how is Sophia?" I asked Carl as we got into his truck.

"We broke up,"he muttered._ I looked into his sad blue eyes. I knew how much he care about her._

"I am sorry. I didn't know," I whispered.

"It's nothing. Don't worry about it," he started the truck. I watched as he drove away from the house. _This house wasn't my home, I thought. At least not anymore._

"I'll treat you to lunch. Anywhere you want," I said attempting to cheer him up.

"You are a little princess aren't you?"

"I don't care about the money. That's not my mom or dad. I have no idea where I come from," I said as Carl parked the car. I smiled seeing he was at _Old Venice Pizza, one of my favorite local restaurants._

"Come on Penny. Daryl and Beth raised you. They put clothes on our back and made sure don't want for nothing. Why turn your back on them now?" Carl asked as we got out the car.

"I can't help but feel out-of-place with them. Like I don't belong. I feel like I don't belong anywhere," I said looking into his blue eyes.

"You do belong, Penny. Daryl and Beth love you. I remember how happy they were when the adoption went through. Beth was so scared someone would take you away," Carl says his shaggy brown hair falling into his eyes.

"I know. I just want to know how my father is. I mean I blocked a lot of my memories out. My counselor said because it was too traumatic for me, but I have started to remember some things," I told Carl as we walked into the restaurant.

_A blonde hostess seat us at a corner booth and I could hear soft music playing in the background. This was almost romantic or could be with the right person._

"You want the usual?" Carl asked as the waitress came to take or order.

"Yes," I smiled.

"Two cokes and a large bbq chicken pizza?" The waitress asked with a grin.

"That's right," Carl said handing her our menus. Our normal waitress Carrie brought us our drinks and bread sticks while we waited.

"So will you help me find my dad. I know my biological mom is dead, but my dad is somewhere," I said softly to Carl.

"I don't know Penny. What do your parents think?"

"Beth, I mean mom refuses to talk about him at all. She acts like she is scared of him. Daryl, well is tells me my dad was a psycho and that I am better not finding him," I said taking a bite of bread.

"I think you should listen to your parents. If Daryl says he is trouble then he is," Carl said.

"Please. I don't know where to start, and need someone to support me. You're my best friend Carl," I pleaded.

"Okay. But we should keep it a secret," Carl said taking my head. His eyes locked with mine and for a moment I could feel my body tremble.

"Here the pizza," Carrie said placing it on the table interrupting our moment.

"Our secret," I said putting a piece of pizza on his plate.


	3. Chapter 3

**3\. Crazy for her**

"Our secret," Penny whispered handing me a slice a pizza.

_I took a bite staring into those brown eyes. I couldn't even taste it. All I could do was stare at her. _

_How did Penny not know I was in love with her? Why couldn't I just tell her?_

"What on your mind?" Penny asked when I was quiet for a long time.

"Sophia," I lied.

"I know break up suck, but it's her lost," Penny smiled.

"Are you still seeing Evan?" I asked.

"No, he was more interested in getting information about my mom. That's normal when your mom is a celebrity though," Penny said sipping her coke.

"I am sorry," I muttered.

"Not your fault. I am thinking I am not made for relationship," Penny said her brown eyes darkening.

"You haven't found the right guy yet. But I have good news. I did your essay for your history class. Probably need to retype it though," I said.

"Thanks Carl. You are a life saver," she replied wiping her face with a paper napkin.

"So you want to come to my house then? You could stay all night even. If your dad won't kill me," I smiled.

"Daryl wouldn't like it, but I could say I am staying with my friend Nicole," Penny grinned.

"Let's go then," I said taking her hand.

_Maybe I find the way to tell her tonight._


	4. Chapter 4

** 4\. With you**

Carl's place was a mess, but I should not be surprized. He was a twenty-three year old boy living on his room. This house needed a woman's touch, I thought.

"I can pull your paper up on my laptop," Carl said as I took a seat on the tan-colored sofa.

"Yeah. Let's get that done first," I said as he sat down beside me laptop in hand.

I read over the paper quickly, and looked into his blue eyes.

"Carl, it's perfect. I would have never thought to write about Richard Nixon and the good things he actually did. Professor Hogue will love this," I said kissing his cheek.

"No one is perfect, and every President has people only want to focus on the bad," Carl said his hand place on my leg.

"You're right," I said as I emailed the paper to myself.

_I print out once I got back home. Well, the place I was staying._

_"So you serious about finding your dad?"_

"Very serious."

"I just think you should listen to Beth and Daryl. I mean your father lost custody of you for a reason," Carl informed me.

"Maybe he didn't lose custody. What if he didn't want me?" I asked feeling like I might cry.

"Don't say that. It's not possiable," Carl said his arms wrapped around me.

"Ofcourse it's possiable," I said softly.

"Noone could not want you Penny," Carl said his blue eyes melting into mine. I could feel him moving his lips close to mine. Was he going to kiss me? Then my phone started ringing. It was Daryl.

"Hey, dad," I said simply.

"You ain't with Nicole," Daryl said forcefully. After a painfully long moment, I decided to tell the truth.

"No. I am at Carl's house," I admited.

There was a moment of silence on the other end. Would he demand I could home? Assume the worst about Carl's and I relationship?

"You have to tell us where you are. The truth. You maybe adult but we still worry. Understand?" he said finally.

"Yes," I said softly.

"We'll see you tommorrow, right?"

"Yes," I said hanging up the phone.

"Daryl?" Carl asked.

"Checking up on me. Clearly called Nicole's parents," I said.

"He is worried about you. Loves you," Carl said taking my hand.

"I am going to Nashville to look at my adoption records. I am leaving next weekend after finals," I said.

"What you tell your parents?" he murmured.

"Keith Urban concert with Lizzie Samuels ," I said not proud of my lies.

"Your parents could find out if you don't go," he warned.

"I got tickets. I might even go after I get the infomation on my dad," I said softly.

Carl smiled. "I am going with you. No way, am I letting you go with Lizzie. You can't make this trip alone. I told you, I help you and that's what I am going to do," he said wrapping his arms around me.

"What would I do without you?" I whispered into his ear.

_Carl said nothing, but continued to hold me in his arms._


	5. Chapter 5

**5\. Good morning**

_"Good morning Carl," Penny said when she woke up in my arms._

"Morning," I said looking into those big brown eyes off hers.

"Would you like me to make pancakes?"

"Sure. Yours can't be any worst than my mom's," I smiled at her.

"C'mon Carl. You know I can cook," she says walking into my small kitchen.

"I know. So you really set on meeting your real dad,huh?"

"Yeah. And I know my adoptive parents won't approve. But if it works out maybe I'll move in with my dad. Find a job in Nashville," she says seriously.

_No, I couldn't lose her. This was a terriable idea, I thought_.

"Penny, I don't want you to get your hopes up. I know you feel out of place at Daryl's house, but I think it's more of a growing up thing. We could skip this whole trip and you could move in here with me. Give you some space from them for a while," I offered.

"You do that for me?" Penny asked mixing up the pancakes.

"You'll my bestfriend. Ofcourse," I said simply.

I wanted to admit my true feelings for her, but I did not have the courage. There is a moment of silence where she is thinking it over.

"I am not sure about moving in. But I know I have to meet my dad. You understand that?"

"Yeah. I am still going," I said watching her cook.

She walks over and hands me a plate of blueberry pancakes.

"I am glad. I couldn't do it without you," she says sitting down at the kitchen table.

_I needed to tell her, I thought. Atleast this trip would give me plenty of time do it, I deicded._


	6. Chapter 6

**6\. Bad idea**

_"So you don't think it's a good idea," I said annoyed at her words._

"You said that you were going with Lizzie to the concert. Now it is Carl. Penny, I know what this about," Beth said running her fingers through her blonde hair.

This was the only mom I had ever know. And I hated to hurt her, but I needed to know where I came from. I needed to look my father in the eyes. Mostly I needed answers.

"I want to see him," I said knowing she knew who I was talking about.

"Penny, your father went to jail. That's why Daryl and I adopted you. Your father kidnapped me. And put both off our lives in danger. I am not saying he does not love you, but he is not mentally stable. Seeing him again would put you in danger again. And we love you as our own. I can't stop you from going, but I am begging you not to go," she says her voice is low.

"I love you. And everyone in my adoptive family. Still I need to do this. Can you tell me his name?"

"Philip Blake, but you don't need to see him," she pleaded.

"Listen to her," Daryl said walking into the room.

"Mom and dad, I'll be fine. Carl is going with me. I just need to see my father," I said trying to make them understand.

"He may not even be out of jail," Daryl pointed out.

_I knew they both knew where he was, but I was going to press the issue. Carl and I would figure it out._

"I'll call you and let you know that I am safe. And I'll stay with Carl the whole time," I said trying to reassure them.

"If you must meet your father please met in a public place," Daryl warned.

"He is right," Beth said.

I nodded in agreement. Then I went to my room to start packing for the trip. I knew my adoptive parents weren't happy, but they were taking it better then I expected. My suitcase is full of clothes when my brother and sister come into the room. They looked just like their mom and dad, I thought.

"Don't go," Callie pleaded with me.

"My mom and dad are right. This trip is a terriable idea. And I think your selfish for going," Drew said before I walked out the door.

"I'll be home soon," I reassured them. But when I got into the car I felt so free. I thought perphaps I would never come back. Maybe I stay with my real dad if he wanted me too.


	7. Chapter 7

** 7\. room service**

"We're here, princess," Carl murmurs as he pulls up to the hotel.

"I wish you wouldn't call me that," I said smiling at him.

Carl blinks. Reaching down to touch my cheek. "You know that your dad, may not be thrilled to see you,"he whispers.

"I just want to see him. So I can know he exists. And I need to figure out where I belong. What if I belong here with my dad," I said taking a deep breath.

"But Drew and Callie are siblings. Daryl and Beth raised you. Blood or no blood there your family. On some level you have to know that," he says, his fingers running through my brown hair.

"I know. But I want to see if I have my father's smile. I need to hear about my mom, and mostly I need my best friend in the world to support me. Can you do that Carl,"I said, as I get out the car moving away from his embrace.

"Yes I support you Penny. I just think if you look close enough, you might find what you are searching for is right in front of you," his voice is barely audible as he follows me.

"Other than my dad, I don't know what I am looking for," I said taking his hand.

"So you don't mind sharing a room with me?" Carl said changing the subject.

_What was he keeping from me?_ I had feeling there was something.

"No. I feel safe sleeping in the same bed with you," I admitted.

"I like that, Penny," he grins at me. I noticed what a nice smile he has for the first time.

"We should go out for dinner tomorrow, some place nice," I smile, as he opens the door to the hotel.

"Yes. Tonight calls for room service,"he says, his eyes sparkling.

"Staying in with you, sounds great," I whisper, squeezing his hand.


	8. Chapter 8

**8\. Secrets**

"How did I eat that much food?" I asked looking into Carl's soft blue eyes.

"You're nervous. Stress eating," he said placing his hand on my face.

"I know. I didn't tell you Carl, but I know my dad's name. I even have his address and phone number. Everything," I said reaching for his hand.

"You shouldn't have kept that from me Penny. We're best friends. We shouldn't have secrets," he whispers.

"Well, you don't tell me everything. I mean what is the real reason you and Sophia broke up?" I said changing the subject.

"You. She was jealous of our friendship. Said it was her or you," he says wrapping his arms around me in the bed. For the first I am finding feelings awakening me that I didn't know existed. I wanted to kiss Carl. Wanted to feel our bodies pressing against each without our clothes. I never been with a man before, but somehow making love with my best friend made the most sense in the world. Nothing else was on my mind.

"You didn't have to do that for me. I mean I would have backed off. I wouldn't have liked it," I said moving closer.

"I know you would have, but Penny I couldn't imagine my life without you. And I knew that it would never be right with Sophia. Some people just fit together. Like Beth and Daryl or my parents," Carl mutters, his face turning red.

"What are you saying?" I asked, allready knowing the answer.

"We are like that. Perfect for each other. Penny, I have loved for as long as I can remember. Even when we were kids, I always knew," he whispers, pressing his lips against mine.

The moment our lips touched, I knew that I felt the same way. Finding my father was out of mind for the moment, because all I could think about was kissing this beautiful man in front of me. He hands covered me, our bodies pressed closer, and my lips got lost in his.

"I want you, Carl Grimes," I breathe when our lips finally parted.

"I have waited so long to hear those words," he smiles kissing me again.


	9. Chapter 9

**CHAPTER 9**

_His lips. My lips. Everything was happening so fast, but I wasn't complaining. Maybe he had been right this whole time. What I been searching for was right in front of me._

"Are you sure," he whispers in my ear.

Our naked bodies covering each other. I look down at the floor where our clothes are laying everywhere. I know that he doesn't know that I have never done this before. That was the one thing we didn't talk about. I knew everyone assumed I been with my ex Noah. And that was the case. Looking into Carl's blue eyes I knew it didn't matter.

"This is my first time. And I am scared this will change everything between us," I said pulling him closer, our hearts pounding.

"I know Penny. We don't have to. If you changed your mind," he says gently.

"No. I want you to be my first," I said opening my legs, pulling him into me. There is a tigthness as he enters me for the first time, and close my eyes as I moan in outloud. Somehow it hurts, and feels wonderful at the same. He thrusts into me over and over, until we are both covered in sweat.

Afterwards neither of us speak. We just lay there in each other arms, holding each other tight.


End file.
